EX-10.17.2



 Exhibit 10.17.2 

EXECUTION VERSION 
 AMENDMENT
NO. 1 TO CREDIT AGREEMENT 
 THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (this “Amendment”) is dated as of
March 30, 2017 between MESA AIRLINES, INC. (the “Borrower”) and EXPORT DEVELOPMENT CANADA, as lender (the “Lender”) and amends that certain Credit Agreement dated as of January 18, 2016
between the Borrower and the Lender (the “Credit Agreement”). 
 WHEREAS, except as otherwise defined in this
Amendment, the capitalized terms used herein shall have the meanings attributed thereto in the Credit Agreement; and 
 WHEREAS, in
order to amend the Credit Agreement, the parties have agreed to execute this Amendment. 
 NOW, THEREFORE, in consideration of the
premises and the mutual covenants herein contained, the parties hereto agree as follows: 
 1. Amendment to
Section 1.01 of the Credit Agreement. The definition of “Maturity Date” contained in Section 1.01 of the Credit Agreement is hereby deleted and amended to be and read in its entirety as follows: 

““Maturity Date”: for a Note, subject to the second sentence of
Section 2.01(a), the four (4) year “anniversary” of the Funding Date for that Note (or such earlier anniversary as EDC shall determine (in its sole and absolute discretion) is necessary in order to remain in compliance with the
ASU), or such earlier date as may be determined in accordance with Section 2.01(a) in the case of an Engine Kit in respect of which the Funding Date is later than the Delivery Date.” 

2. Ratification. Except as amended hereby, the Credit Agreement continues and shall remain in full force and effect in all respects and
each of the parties hereby confirms and ratifies its obligations thereunder. From and after the date hereof, each and every reference in the Credit Agreement to “this Agreement”, “herein”, “hereof” or similar words and
phrases referring to the Credit Agreement or any word or phrase referring to a section or provision of the Credit Agreement is deemed for all purposes to be a reference to the Credit Agreement or such section or provision as amended pursuant to this
Amendment. 
 3. Counterparts. This Amendment may be signed in counterparts, each of which counterparts, when so executed and
delivered, shall be deemed to be an original and all of which counterparts, taken together, shall constitute one and the same Amendment. 

4. Governing Law. This Amendment shall in all respects be governed by and construed in accordance with the laws of the state of New
York, including all matters of construction, validity and performance. 
 *     *     * 







 IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed by their
authorized officers as of the date first written above. 
  

			
	MESA AIRLINES, INC.,
	as Borrower


 
			
		
	By:	 	






 
			
	Name:	 	Brian S. Gillman
	Title:	 	EVP & General Counsel


  

			
	EXPORT DEVELOPMENT CANADA,
	as Lender


 
			
		
	By:	 	 


 
			
	Name:	 	
	Title:	 	


 
			
		
	By:	 	 


 
			
	Name:	 	
	Title:	 	









 IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed by their
authorized officers as of the date first written above. 
  

			
	MESA AIRLINES, INC.,
	as Borrower


 
			
		
	By:	 	 


 
			
	Name:	 	
	Title:	 	


  

			
	EXPORT DEVELOPMENT CANADA,
	as Lender


 
			
		
	By:	 	






 
			
	Name:	 	Aaron Sapelak
	Title:	 	Financing Manager


 
			
		
	By:	 	






 
			
	Name:	 	Colleen Lalonde
	Title:	 	Principal